EXHIBIT 10.73 AL UC ORDER
Published on July 8, 1997
STATE OF ALASKA
THE ALASKA PUBLIC UTILITIES COMMISSION
Before Commissioners: Sam Cotten, Chairman
Don Schroer
Alyce A. Hanley
Dwight D. Ornquist
Tim Cook
In the Matter of the Application for )
Transfer to GCI CABLE, INC.; GCI ) U-96-43
CABLE/FAIRBANKS, INC.; and GCI )
CABLE/JUNEAU, INC., Certificate of ) ORDER NO. 1
Public Convenience and Necessity )
Nos. 143, 144, 156, 157, 158, 164, )
168, 191, 245, 246, 252, 261, 287, )
367, and 401(1) To Operate at Tele- )
communications (Cable Television) )
Public Utilities )
)
ORDER APPROVING TRANSFER UPON CLOSING, SUBJECT TO
CONDITIONS, AND REQUIRING FILINGS
BY THE COMMISSION:
__________________
(1) Certificate of Public Convenience and Necessity (Certificate) Nos. 143
and 144 are held by KETCHIKAN-SITKA CABLEVISION, INC. (KSCI); Certificate No.
156 is held by ALASKAN CABLE NETWORK/JUNEAU, INC. d/b/a ALASKAN CABLE NETWORK
(Alaskan Cable); Certificate Nos. 157, 158, 164, 168, 191, and 245 are held by
ALASKA CABLEVISION, INC. (ACVI); Certificate Nos. 246, 261, and 287 are held by
PRIME CABLE OF ALASKA, L.P. (Prime); see orig,[ ] Certificate No. 367 is held
by MCCAW/ROCK SEWARD CABLE SYSTEM d/b/a SEWARD CABLEVISION (MCCAW/RII); and
Certificate No. 401 is held by MCCAW/ROCK HOMER CABLE SYSTEM d/b/a HOMER
CABLEVISION (MCCAW/Rock).
On May 23, 1996, GCI Cable, Inc. (GCICI); GCI Cable/Fairbanks, Inc.
(GCICF); and GCI Cable/Juneau, Inc. (GCICJ),(2) (collectively, GCI Cable) filed
a consolidated application to transfer to them the Certificates from the
existing Certificate holders shown below.
Certificate Number Area Served Transferor Transferee
- -------------------------------------------------------------------------
246 Bethel Prime GCICI
261 Anchorage
287 Kenai/Soldotna
144 Ketchikan KSCI
143 Sitka
158 Wrangell/Petersburg ACVI
157 Cordova
191 Valdez
168 Kodiak
164 Nome
245 Kotzebue
401 Homer McCaw/Rock
- -------------------------------------------------------------------------
367 Seward McCaw/RII
- -------------------------------------------------------------------------
252 Fairbanks ACNI GCICF
- -------------------------------------------------------------------------
156 Juneau Alaskan Cable GCICJ
- -------------------------------------------------------------------------
Notice of the application was issued on June 17, 1996, with a closing
date of July 18, 1996, for the submission of statements in favor of, or in
opposition to, the application. Responses to the notice were received from Dr.
Thomas Brewer, Provost, University of Alaska Anchorage; Robert P. Penzenik,
Chairman, Institutional Users Consortium and Supervisor, Audio Visual & Related
Services, Anchorage School District; Tom Mempton, Facility Manager, Anchorage
Municipal Libraries; and the Municipality of Anchorage d/b/a Anchorage Telephone
Utility a/k/a ATU Telecommunications.
_______________________
(2) GCICI, GCICF, and GCICJ are newly formed corporations wholly owned by
GCI Communication Corp. d/b/a General Communication, Inc., and GCI and "sister"
corporation GCI Communication Corp.
On September 18, 1996, the Commission Staff (Staff) submitted its analysis
and recommendation (Report)(3) regarding the application and filings in this
proceeding. Staff's Report sets out in detail the history of the proceeding and
Staff's findings and recommendations regarding disposition of the
application.(4) A copy of Staff's Report is attached to this Order as an
Appendix.
Staff concluded that GCI Cable, based on its application, has demonstrated
that it is fit, willing, and able to operate the transferred cable television
systems and that the proposed transfers are affirmatively consistent with the
public interest. Thus, Staff recommended that the following transfers be
approved effective upon GCI Cable's final closing of the acquisitions:
1) Certificate No. 252 from ACNI to GCICF;
2) Certificate No. 156 from Alaskan Cable to GCICJ;
3) Certificate Nos. 246, 261, and 287 from Prime to GCICI;
4) Certificate Nos. 144 and 143 from KSCI to GCICI;
5) Certificate Nos. 157, 158, 164, 168, 191, and 242 from ACVI to GCICI;
6) Certificate No. 401 from McCaw/Rock to GCICI; and
7) Certificate No. 367 from McCaw/RII to GCICI.
In addition, Staff recommended that GCICJ be required to file an adoption notice
and, later, a separate tariff in its own name. Additionally, Staff recommended
that GCICI, GCICJ, and GCICF each file, by March 15th of every year, an income
statement and balance sheet for its respective operation.
DISCUSSION
Based on its review of the record in this proceedings, the Commission
concurs with Staff's recommendation that the proposed transfers are
affirmatively consistent with the public interest and that GCICI, GCICJ, and
GCICF are fit, willing, and able to operate the cable
____________________
(3) The Commission notes that n. 2 at p. 8 of Staff's Report contains an
incorrect cite. In Staff's Report, the cite to "47 U.S.C. 541(b)(3)(B)" should
be changed to "Sect. 303(a) of the telecommunications Act of 1996, Pub. L. No.
104-104, 56 Stat. 110, February 8, 1996."
(4) Staff's Report includes a detailed discussion of the comments received
in this proceeding and GCI Cable's response to those comments, and that
discussion will not be reiterated in this Order.
television systems proposed to be transferred to each. In addition, the
Commission concurs with Staff's recommendation that GCICJ should be required
to file an adoption notice and, later, a separate tariff in its own name and
that GCICI, GCICJ, and GCICF should each be required to file annual income
and balance sheets for each respective telecommunications operation.
Accordingly, the Commission will grant GCI Cable's application for
transfer of the certificates effective upon the closing of the acquisitions.
The Commission will also require GCICJ to file an adoption notice and, later,
a separate tariff in its own name and will require GCICI, GCICJ, and GCICF to
each file annual income statements and balance sheets.
The Commission has further determined that as a condition of approval of
the transfers herein GCI Cable shall be obligated to terms and conditions
similar to those delineated in ordering Paragraphs G and H of Order
U-85-62-(3), dated March 26, 1986,(5)updated to include the current available
cable channels. Those Ordering Paragraphs defined the provision of channel
capacity for public, education, and governmental use in that proceeding.
While Order U-85-62(3) was directed only to Certificate Nos. 261 and 287, the
Commission will require GCI Cable to continue to provide the same level of
public, education, and governmental use required of each Certificate under
previous Commission orders.
Staff's Report is incorporated herein by reference and adopted as the
Commission's findings of fact and conclusions of law.
ORDER
THE COMMISSION FURTHER ORDERS:
1) The application by GCI Cable, Inc., GCI Cable/Fairbanks, Inc., and GCI
Cable/Juneau, Inc., to transfer Certificate of Public Convenience and Necessity
No. 252 from Alaskan Cable Network, Inc., to GCI Cable/Fairbanks, Inc.;
Certificate of Public Convenience and Necessity No. 156 from Alaskan Cable
Network/Juneau, Inc. to GCI Cable/Juneau, Inc.
__________________
(5) That Order was issued in the proceeding entitled: In the Matter of the
Application for Transfer of Certificates of Public Convenience and Necessity
Nos. 261 and 287 to Operate as a Telecommunications (Cable television) Public
Utility from MULTIVISIONS, LTD., and from INLETVISIONS, INC., to SONIC CABLE
TELEVISION OF ALASKA, INC.
Certificate of Public Convenience and Necessity Nos. 246, 261 and 287 from Prime
Cable of Alaska, L.P., to GCI Cable, Inc.; Certificate of Public Convenience and
Necessity Nos. 143 and 144 from Ketchikan-Sitka Cablevision, Inc., to GCI Cable,
Inc.; Certificate of Public Convenience and Necessity Nos. 157, 158, 164, 168,
191, and 245 from Alaska Cablevision, Inc., to GCI Cable, Inc.; Certificate of
Public Convenience and Necessity No. 401 from McCaw/Rock Homer Cable system to
GCI Cable, Inc.; and Certificate of Public Convenience and Necessity No. 367
from McCaw/Rock Seward Cable System to GCI Cable, Inc., is approved effective
upon closing of the acquisitions.
2) The public, education, and governmental use obligations previously
imposed by the Commission upon the Certificates of Public Convenience and
Necessity delineated in Ordering Paragraph No. 1 of this Order are transferred
to GCI Cable, Inc., GCI Cable/Fairbanks, Inc., and GCI Cable/Juneau, Inc., and
those entities shall continue to provide service under the same conditions as
required by previous Commission Orders regarding those enumerated Certificates
of Public Convenience and Necessity.
3) Upon closing of the acquisition of Alaskan Cable Network/Juneau, Inc.,
GCI Cable/Juneau, Inc., shall file an adoption notice and, within ninety days
after filing that adoption notice, shall file a separate tariff in its own name.
4) GCI Cable, Inc.; GCI Cable/Fairbanks, Inc.; and GCI Cable/Juneau,
Inc.; each shall file by March 15, 1997, and by March 15th of each year
thereafter, its income statement and a balance sheet for its respective
telecommunications (cable television) public utility operations.
5) By 4 p.m., October 23, 1996, Ketchikan-Sitka Cablevision, Inc.;
Alaskan Cable Network/Juneau, Inc. d/b/a Alaskan Cable Network; Alaska
Cablevision, Inc.; Prime Cable of Alaska, L.P.; Alaskan Cable Network, Inc.;
McCaw/Rock Seward Cable System d/b/a Seward Cablevision; McCaw/Rock Home Cable
System d/b/a Homer Cablevision; each shall return to the Commission the
parchments of Certificate of Public Convenience and Necessity Nos. 143, 144,
156, 157, 158, 164, 168, 191, 245, 246, 261, 287, 252, 367, and 401,
respectively.
DATED AND EFFECTIVE at Anchorage, Alaska, this 23rd day of September, 1996.
BY DIRECTION OF THE COMMISSION
(Commissioner Alyce A. Hanly,
not participating.)